15th Dec 2010 07:00
15 December 2010
Greenko Group plc
("Greenko", the "Company" or the "Group")
Interim Results for the six months ended 30 September 2010
Greenko Group plc, the Indian clean energy developer, owner and operator, today announces its interim results for the six months ended 30 September 2010.
Financial Highlights
• | Revenue increased to €25.81 million (H1'09: €8.61 million) |
• | Profit after tax increased to €7.85 million (H1'09: €0.77 million) |
• | EBITDA increased to €11.41 million (H1'09: €2.69 million) |
• | Diluted EPS of 4.71c (H1'09: 1.14c) |
Operational Highlights
• | The Group portfolio increased from 611MW to 811MW including the new 200MW wind portfolio |
• | A partnership signed with GE for low wind speed technology and attractive power sale agreement with Reliance Infrastructure for wind energy assets under development |
• | Completed debt funding and started construction of 65MW wind power asset in Maharashtra |
• | In the process of awarding contracts for 60MW natural gas expansion |
• | 24MW Hemavathi and 10MW Astha, operational hydro addition brings the operational portfolio to 183MW |
• | Strong pipeline of potential new projects which have a secured capacity of over 1GW |
Anil Chalamalasetty, CEO and MD said:
"This is a significant period for Greenko where we have significantly increased Group earnings, shareholder value and begin to translate the Group's investments into operational assets going forward. We have also diversified and strengthened our business with our strategic initiative to adopt the developmental model for wind energy assets. Greenko has achieved great success during this period and is actively progressing towards its midterm target of 1GW operational capacity."
For further information please visit www.greenkogroup.com or call:
Greenko Group plc | Tavistock Communications | +44 (0)20 7920 3150 | |
Anil Chalamalasetty | +91 (0)98 4964 3333 | Matt Ridsdale | |
Mahesh Kolli | +91 (0)99 4958 6332 | Lydia Eades | |
Arden Partners plc | +44 (0)20 7614 5917 | ||
Richard Day | |||
Adrian Trimmings |
Chairman's Statement:
"We are very pleased to announce Greenko's interim results for the six months ended 30 September 2010. This has been a successful period for the Group with a strong uplift in revenues and in our operating capacity, from 149MW to 183MW, and the start of our diversification into wind energy at the end of the period, taking the total assets secured to 811MW.
"Greenko is a leading and fast growing clean energy player with diversified asset portfolio. It is strategically positioned in the Indian energy market which is driven by strong demand but with complex and constrained fuel supply, land acquisition and environmental permitting issues.
"Greenko's strategy is focused on achieving long term sustainable earnings aided by guaranteed renewable energy tariffs like the recent Reliance Infrastructure PPA addressing the Mumbai city renewable power purchase obligation (RPO). This is at an attractive tariff of Rs5.3/Kwh (85euros/MWH)) for thirteen years without merchant market risk and further highlights the nature of Greenko's de-risked business model with its visibility of attractive long term earnings.
"India's power deficit in the first half of this financial year increased to 13.6 per cent, against 12.4 per cent in the same period a year ago, despite an improvement of 6 per cent in capacity, according to figures released by the Central Electricity Authority (CEA). The Indian Government plans to increase the market share of renewable energy to 20 per cent by 2020, through the revision of guaranteed return tariffs to 19 per cent, the recent introduction of mandated Renewable Power Purchase Obligation (RPO) and Renewable Energy Certificates (RECs) regulations.
"We have strengthened our balance sheet and financial position as a result of significant growth in our secured capacity to 811MW with the acquisition of two hydro assets in Himachal Pradesh and one in Karnataka. Greenko continues to build on its strategic objectives and, in addition to being a leading provider of clean energy within the Indian power market, is now also a mainstream Independent Power Project developer participating in the de-regulated merchant power space.
"Our strategy remains to grow our portfolio through a combination of late stage project acquisitions, fast track development and green field expansion and thereby acquire a diversified set of small and medium scale projects to reduce risk and enhance shareholder value. However, our leading position in the sector means we can now partner with global technology providers, to improve the quality of our technology and maintain our position. This underpins the confidence management has previously stated regarding our ambitions within India, and shows that we are on track to reach our target of 1GW of operational capacity within the next four years."
Dividends
In line with Group policy, earnings will be fully re-invested to finance the ongoing growth of the business. The Directors therefore do not recommend the payment of a dividend for the six months to 30 September 2010. Our dividend policy will be reviewed on an annual basis depending on the profitability and cash requirements of the Group in the future.
Y. Harish Chandra Prasad, Chairman
Chief Executive's Review
During the six months to 30 September 2010, Greenko has further diversified its portfolio with our strategic move into wind energy. This has increased our operational capacity to 183MW and our portfolio capacity to 811MW. Revenues during the period increased to €25.81 million, up 200 per cent, and profit after tax jumped to €7.85 million, up 906 per cent from €0.78 million. Our operational capacity was 41.5MW of biomass, 104.3MW of hydro power and 36.8MW of natural gas as at 30 September 2010.
The Group is progressing well as far as the development of projects is concerned. Over 450MW of projects are currently under advance stages of development and construction.
The Group is also progressing in locking in the carbon value upfront by entering into Emissions Reduction Purchase Agreement (ERPAs) for the sale of Emission Reductions, owing to uncertainties of the Kyoto Protocol.
Operational & Development Review
Greenko divides its secured capacity into two categories; assets already operating and concessions currently under development. In addition, there is a visible pipeline of further deal flows to grow the Group base.
Biomass: The 6 biomass plants have performed well with an average load factor of 66 per cent and an average tariff realisation of Rs4.27/kWh.
Hydro: Hydro remains our focal point and we are now one of the India's largest operator of small hydro projects. It is a strong asset class providing sustainable long term returns. Notwithstanding the low regional monsoon rainfall in the period, the Board is pleased with the new operational hydro assets and equipment performing well.
During the period we completed the acquisition of 3 hydro assets. The first 2 operating assets of 5MW each in Himachal Pradesh are both part of the Astha Project. This project has high load factors with over 60 per cent achieved due to the high water flows in the rivers in Himachal Pradesh. The third acquisition being Hemavathy, a 24MW project located in the Cauvery Basin of Karnataka. Cauvery is one of India's largest rivers, which has a catchment area of 5,140km². We believe the asset will provide long term sustainable cash flows and meet Greenko's benchmark equity returns.
Dikchu, the Group's largest project is on track to be commissioned in January 2014. Moreover, the construction of the project has started with infrastructure development activities, and the contracts for the major works have been awarded. Debt for the project amounts to €87 million, being provided by IDBI as the lead banker.
With financial closure completed, infrastructure development activities have also begun at Paudital Lassa (24MW), Jeori (10MW) and Ullipu I & II (36MW). The Cauvery Basin cluster projects are also in the advanced stages of development, with most of the approvals to be in place by Q4 of the full year 2011.
Natural Gas: The Group is currently undertaking a 60MW natural gas project in the state of Andhra Pradesh which is expected to come online in Q2 of the next financial year. The land for this project has been acquired and we are in the process of awarding the contracts for the equipment supply. The Group is also evaluating other natural gas projects in the state of Andhra Pradesh and Karnataka.
Wind: Wind power is set to become an increasingly more important pillar in the Group's strategy. Greenko has spent the last two years undertaking the requisite research in order to develop wind power assets with the ability to provide reliable and quality long term IPP earnings not experienced in the sector before in India; these will be comparable to small hydro.
The Group has completed debt funding of €50 million from leading Indian banks and started construction of 65MW asset of the 200MW planned in the state of Maharashtra, which will be operational by end of Q2 of FY2011.
Additionally, the Group is at an advanced stage of finalising the project initiation for the remaining 135MW of the power sale agreement with Reliance Infra in Maharashtra. At the same time Greenko is undertaking data collection and in the development process on sites in states such as Karnataka, Rajasthan and Andhra Pradesh, which will add a further 600MW to its overall asset portfolio.
The following key 'building blocks' differentiate Greenko's wind IPP strategy in the Indian market:
1. Data: Measuring wind data for a minimum of two years at certain potential sites (and thus owning the sites under measurement) is the most essential part of an investment evaluation, based on a 90 per cent probability (rather than 75 per cent) basis to ensure a predictable generation profile for the life of the asset. The Indian wind energy industry, largely driven by tax customers, has suffered from a lack of site-specific data as it is often extrapolated from nearby wind sites. The Group has been collecting data across several states.
2. Technology: Many of the available Indian wind sites are classified as Class III sites, which have low wind speeds and low density. Global wind turbine manufactures are designing the new versions of their turbines with a focus on Indian wind characteristics. The Group has formed a technology partnership with GE to introduce XLE 1.6 MW class turbines specifically designed for Class III wind conditions with much higher hub height and larger rotor diameter. The Group expects to benefit significantly from the proven reliability and higher availably track record in the form of lower cost per KWH for the life of the asset.
3. Commerce: The economics of wind energy have undergone a number of changes in the past 12 months particularly in the state of Maharashtra. These include the stronger enforcement of RPO (Renewable Power Purchase Obligation) on the state electricity boards, the introduction of GBI (Generation Based Incentive), and also RECs (Renewable Electricity Certificates) which provide the opportunity for higher tariffs, and the recommended increase of rates of return within the tariff setting process to 19 per cent, adopted by two states, including Maharashtra. The availability of long term historical wind data and the ability to enter into long term power supply agreements allow excellent project finance terms with higher leverage, longer tenure of debt and attractive interest rates from international banking institutions.
Business Development
In terms of other projects the Group has planned, we are currently engaged in due diligence for 180MW hydro projects in north India with good hydrology data.
Outlook
The Group has made significant progress in building on its strategy of creating a de-risked portfolio, through the diversification of its fuel sources, technology and geographical spread of assets. Greenko is strategically positioned in the Indian energy market which is driven by strong demand but with constrained fuel supply. Greenko also benefits from the introduction of mandatory Renewable Power Purchase Obligation (RPO) regulations which provide better off-take and higher guaranteed returns to our shareholders.
Anil Chalamalasetty, CEO and MD
A copy of the interim accounts to 30 September 2010 is shown below. Please also visit the Company website for a full copy of these accounts: www.greenkogroup.com
Greenko Group plc
(All amounts in Euros unless otherwise stated)
Consolidated condensed statement of financial position
As at 30 September 2010 Un-audited | As at 30 September 2009 Un-audited | As at 31 March 2010 Audited | |
Assets Non-current assets | |||
Property, plant and equipment | 146,989,419 | 67,084,526 | 108,551,310 |
Intangible assets | 53,982,031 | 12,408,794 | 40,961,025 |
Available - for - sale financial assets | - | 16,095 | - |
Bank deposits | 1,476,372 | 261,548 | 1,327,985 |
Trade and other receivables | 8,292,192 | 363,641 | 11,134,124 |
210,740,014 | 80,134,604 | 161,974,444 | |
Current assets | |||
Inventories | 4,636,895 | 2,393,944 | 5,289,850 |
Trade and other receivables | 29,154,043 | 19,434,820 | 29,887,229 |
Available-for-sale financial assets | 93,309 | 10,127 | 46,116 |
Bank deposits | 39,468,161 | 10,354,346 | 10,028,683 |
Current Income tax assets | - | 11.019 | - |
Derivative financial instruments | 16,692 | - | - |
Cash and cash equivalents | 33,836,942 | 884,538 | 62,256,298 |
107,206,042 | 33,088,794 | 107,508,176 | |
Total assets | 317,946,056 | 113,223,398 | 269,482,620 |
Equity Capital and reserves attributable to equity holders of the Company | |||
Ordinary shares | 597,091 | 339,946 | 597,091 |
Share premium | 132,880,088 | 55,812,421 | 132,880,088 |
Share-based payment reserve | 1,298,228 | 848,298 | 1,095,571 |
Revaluation reserve | 175,889 | 292,578 | 209,622 |
Currency translation reserve | 1,725,275 | (8,419,832) | 3,565,337 |
Other reserves including capital subsidy | (1,428,146) | 338,278 | (1,434,441) |
Retained earnings | 12,315,059 | 6,113,672 | 6,078,111 |
147,563,484 | 55,325,361 | 142,991,379 | |
Non - controlling interests | 38,139,241 | - | 36,945,427 |
Total equity | 185,702,725 | 55,325,361 | 179,936,806 |
Liabilities | |||
Non-current liabilities | |||
Borrowings | 71,524,248 | 30,515,638 | 46,036,301 |
Deferred income tax liabilities | 12,818,843 | 2,584,469 | 10,255,873 |
Retirement benefit obligations | 79,363 | 21,830 | 83,437 |
| 84,422,454 | 33,121,937 | 56,375,611 |
Current Liabilities | |||
Trade and other payables | 6,643,698 | 3,883,824 | 16,812,512 |
Current tax liability | 264,907 | - | 387,733 |
Derivative Financial liabilities | - | 6,509 | 55,456 |
Borrowings | 40,912,272 | 20,885,767 | 15,914,502 |
47,820,877 | 24,776,100 | 33,170,203 | |
Total liabilities | 132,243,331 | 57,898,037 | 89,545,814 |
Total equity and liabilities | 317,946,056 | 113,223,398 | 269,482,620 |
Consolidated condensed statement of comprehensive income
Six month period ended 30 September 2010 Un-audited | Six month period ended 30 September 2009 Un-audited | Year ended
31 March 2010 Audited | |
Sales | 25,814,482 | 8,607,696 | 19,286,794 |
Other operating income |
152,579 |
20,867 |
54,339 |
Cost of material and power generation | (11,576,757) | (4,403,148) | (11,352,571) |
Employee benefit expense | (1,452,654) | (969,612) | (2,166,017) |
Depreciation and amortization | (2,886,399) | (745,666) | (1,690,997) |
Other operating expenses | (1,528,460) | (561,028) | (2,817,277) |
Excess of group's interest in the fair value of acquiree's assets and liabilities over cost | -
| - | 4,856,175 |
Operating profit | 8,522,791 | 1,949,109 | 6,170,446 |
Finance income | 3,671,670 | 273,002 | 2,359,945 |
Finance cost | (3,049,731) | (1,085,049) | (3,668,792) |
Net finance income / (cost) | 621,939 | (812,047) | (1,308,847) |
Profit before income tax | 9,144,730 | 1,137,062 | 4,861,599 |
Income tax expense | (1,297,211) | (362,888) | (521,428) |
Profit for the period/year | 7,847,519 | 774,174 | 4,340,171 |
Attributable to: | |||
Equity holders of the Company | 6,204,404 | 774,174 | 2,503,384 |
Non - controlling interests | 1,643,115 | - | 1,836,787 |
7,847,519 | 774,174 | 4,340,171 | |
Other Comprehensive income/(loss) | |||
Unrealized gains on available-for-sale financial assets | 6,295 | 507 | 14,016 |
Exchange differences on translating foreign operations | (2,290,552) | (2,251,763) | 10,532,583 |
Total other comprehensive income/(loss) | (2,284,257) | (2,251,256) | 10,546,599 |
Total comprehensive income | 5,563,262 | (1,477,082) | 14,886,770 |
Total comprehensive income attributable to: | |||
Equity holders of the Company | 4,369,448 | (1,477,082) | 9,462,745 |
Non - controlling interests | 1,193,814 | - | 5,424,025 |
5,563,262 | (1,477,082) | 14,886,770 | |
Earnings per share for profit attributable to the equity holders of the Company during the period/year* | |||
-basic (in cents) | 5.20 | 1.14 | 3.42 |
-diluted (in cents) | 4.71 | 1.14 | 3.42 |
*Earnings per share both basic and diluted have been computed based on profit for the period/year attributable to the equity shareholders.
Consolidated statement of changes in equity
| ||||||||||
Ordinary shares | Share premium | Share-based Payment reserve | Revaluation reserve | Currency Translation reserve | Other reserves | Retained earnings | Total equity attributable to equity holders of the Company | Non- Controlling interests | Total Equity | |
At 1 April 2010 | 597,091 | 132,880,088 | 1,095,571 | 209,622 | 3,565,337 | (1,434,441) | 6,078,111 | 142,991,379 | 36,945,427 | 179,936,806 |
Transfer from revaluation reserve to retained earnings | - | - | - | (32,544) | - | - | 32,544 | - | - | - |
Value of employee services | - | - | 202,657 | - | - | - | - | 202,657 | - | 202,657 |
Transactions with Owners | - | - | 202,657 | (32,544) | - | - | 32,544 | 202,657 | - | 202,657 |
Profit for the period | - | - | - | - | - | - | 6,204,404 | 6,204,404 | 1,643,115 | 7,847,519 |
Other comprehensive income | ||||||||||
Unrealised gain on available-for-sale financial assets | - | - | - | - | - | 6,295 | - | 6,295 | - | 6,295 |
Currency translation reserve | - | - | - | (1,189) | (1,840,062) | - | - | (1,841,251) | (449,301) | (2,290,552) |
Total comprehensive income for the period | - | - | - | (1,189) | (1,840,062) | 6,295 | 6,204,404 | 4,369,448 | 1,193,814 | 5,563,262 |
At 30 September 2010 | 597,091 | 132,880,088 | 1,298,228 | 175,889 | 1,725,275 | (1,428,146) | 12,315,059 | 147,563,484 | 38,139,241 | 185,702,725 |
Consolidated statement of changes in equity
| ||||||||
Ordinary shares | Share premium | Share-based Payment reserve | Revaluation reserve | Currency Translation reserve | Other reserves | Retained earnings | Total equity | |
At 1 April 2009 | 339,946 | 55,812,421 | 592,056 | 333,033 | (6,180,179) | 337,771 | 5,311,153 | 56,546,201 |
Transfer from revaluation reserve to retained earnings | - | - | - | (28,345) | - | - | 28,345 | - |
Value of employee services | - | - | 256,242 | - | - | - | - | 256,242 |
Transactions with Owners | - | - | 256,242 | (28,345) | - | - | 28,345 | 256,242 |
Profit for the period | - | - | - | - | - | - | 774,174 | 774,174 |
Other comprehensive income | ||||||||
Unrealised gain on available-for-sale financial assets | - | - | - | - | - | 507 | - | 507 |
Currency translation reserve | - | - | - | (12,110) | (2,239,653) | - | - | (2,251,763) |
Total comprehensive income for the period | - | - | - | (12,110) | (2,239,653) | 507 | 774,174 | (1,477,082) |
At 30 September 2009 | 339,946 | 55,812,421 | 848,298 | 292,578 | (8,419,832) | 338,278 | 6,113,672 | 55,325,361 |
Consolidated condensed statement of cash flow
Six month ended 30 September 2010 Un-audited | Six month ended 30 September 2009 Un-audited | Year ended
31 March 2010 Audited | |
A. Cash flows from operating activities | |||
Profit before income tax | 9,144,730 | 1,137,062 | 4,861,599 |
Adjustments for | |||
Depreciation and amortization | 2,886,399 | 745,666 | 1,690,997 |
Share based payment | 202,657 | 256,242 | 503,515 |
Finance income | (3,671,670) | (273,002) | (2,359,945) |
Finance cost | 3,049,731 | 1,085,049 | 3,668,792 |
Excess of group's interest in the fair value of acquiree's assets and liabilities over cost | - | - | (4,856,175) |
Changes in working capital | |||
Inventories | 794,415 | (137,197) | 206,601 |
Trade and other receivables | (2,310,141) | (2,472,910) | (5,654,723) |
Trade and other payables | (4,386,874) | (1,565,797) | 1,306,338 |
Cash generated from / (used in) operations | 5,709,245 | (1,224,887) | (633,001) |
Taxes paid | (1,107,160) | (117,485) | (364,686) |
Net cash generated from / (used in) operating activities | 4,602,085 | (1,342,372) | (997,687) |
B. Cash flows from investing activities | |||
Purchase of property, plant and equipment and capital expenditure | (14,639,629) | (3,192,441) | (8,321,604) |
Acquisition of business, net of cash acquired | (22,297,449) | (1,605,980) | (21,976,164) |
Investment in mutual funds | (42,323) | - | - |
Advance for purchase of equity | 7,787,371 | (2,887,792) | (13,753,024) |
Payment of acquisition costs relating to earlier years | (9,391,848) | - | (2,178,223) |
Bank deposits | (30,639,185) | (3,044,058) | (2,214,153) |
Interest received | 3,654,187 | 423,391 | 2,311,982 |
Dividends received | 246 | 224 | 420 |
Net cash used in investing activities | (65,568,630) | (10,306,656) | (46,130,766) |
C. Cash flows from financing activities | |||
Proceeds from issue of shares | - | - | 81,915,083 |
Payment of share issue expenses | - | - | (6,265,347) |
Proceeds from issue of preference shares | - | - | 30,943,314 |
Proceeds from borrowings | 50,977,019 | 13,463,098 | 35,057,403 |
Repayments of borrowings | (14,710,062) | (3,517,679) | (29,032,139) |
Interest paid | (2,986,012) | (1,076,084) | (7,100,674) |
Net cash from financing activities | 33,280,945 | 8,869,335 | 105,517,640 |
Net increase / (decrease) in cash and cash equivalents | (27,685,600) | (2,779,693) | 58,389,187 |
Cash and cash equivalents at the beginning of the period/year | 62,256,298 | 3,657,903 | 3,657,903 |
Exchange (losses)/gains on cash and cash equivalents | (733,756) | 6,328 | 209,208 |
Cash and cash equivalents at the end of the period/year | 33,836,942 | 884,538 | 62,256,298 |
1. Basis of preparation
These financial statements are the un-audited interim condensed consolidated financial statements (hereafter 'the Interim Financial Statements') of Greenko Group plc, a company incorporated in the Isle of Man, and its subsidiaries (hereafter 'the Group' or 'the Greenko Group') for the six-month period ended 30 September 2010 (hereafter 'the interim period').
The interim consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union.
The Interim Financial Statements have been prepared in accordance with International Accounting Standard 34 (IAS 34) 'Interim Financial Reporting'. They should be read in conjunction with the Consolidated Financial Statements for the year ended 31 March 2010 (hereafter 'the Annual Financial Statements'), as they provide an update of previously reported information. The Interim Financial Statements were approved for issue by the Board of Directors on 11 December 2010.
The Interim Financial Statements have been prepared in accordance with the accounting policies and methods of computation set out in the Annual Financial Statements, except for the accounting policy changes described below made after the date of the Annual Financial Statements. The presentation of the Interim Financial Statements is consistent with the Annual Financial Statements, except where noted below. Where necessary, comparative information has been reclassified or expanded from the previously reported Interim Financial Statements to take into account any presentational changes made in the Annual Financial Statements or in these Interim Financial Statements.
The preparation of the Interim Financial Statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent liabilities at the date of the Interim Financial Statements. If in the future such estimates and assumptions, which are based on management's best judgments at the date of the Interim Financial Statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change.
In the opinion of the Board of Directors, the Interim Financial Statements present fairly the financial position of operations and cash flows in conformity with IAS 34.
2. Changes in accounting policies
2.1 Overall considerations
The Group has adopted the following new interpretations, revisions and amendments to IFRS issued by the International Accounting Standards Board, which are relevant to and effective for the Group's financial statements for the accounting period beginning 1 April 2010:
• | IFRS 3 Business Combinations (Revised 2008) |
• | Improvements to IFRSs 2009 |
• | IAS 27 Consolidated and Separate Financial Statements (Revised 2008) |
Significant effects on current period or prior periods arising from the first time application of these new requirements are described below.
2.2 Adoption of IFRS 3 Business Combinations (Revised 2008)
The revised standard (IFRS 3R) introduced major changes to the accounting requirements for business combinations. It retains the major features of the purchase method of accounting, now referred to as the acquisition method. The most significant changes in IFRS 3R that had an impact on the Group's acquisitions in 2010 are as follows:
• | Acquisition-related costs of the combination are recorded as an expense in the income statement. Previously, these costs would have been accounted for as part of the cost of the acquisition. |
• | The assets acquired and liabilities assumed are generally measured at their acquisition-date fair values unless IFRS 3R provides an exception and provides specific measurement rules. |
• | Any contingent consideration is measured at fair value at the acquisition date. If the contingent consideration arrangement gives rise to a financial liability, any subsequent changes are generally recognised in profit or loss. Previously, contingent consideration was recognised at the acquisition date only if its payment was probable. |
IFRS 3R has been applied prospectively to business combinations for which the acquisition date is on or after 1 April 2010. For the six months ended 30 September 2010, the adoption of IFRS 3R has affected the accounting for the Group's acquisition of Astha Projects (India) Limited and Hemavathy Power and Light Private Limited. However, the financial effects of this revision are not significant to the Interim Financial Statements.
Business combinations for which the acquisition date is before 1 April 2010 have not been restated.
2.3 Adoption of IAS 27 Consolidated and Separate Financial Statements (Revised 2008)
The adoption of IFRS 3R required that the revised IAS 27 (IAS 27R) is adopted at the same time. IAS 27R introduced changes to the accounting requirements for transactions with non-controlling (formerly called 'minority interests') and the loss of control of a subsidiary. Similar to IFRS 3R, the adoption of IAS 27R is applied prospectively. The Group did not have transactions with non-controlling interests in the current period and did not dispose of any of its equity interests in its subsidiaries. Therefore, the adoption of IAS 27R did not have an impact in the current period financial statements.
2.4 Adoption of Improvements to IFRSs 2009 (issued in April 2009)
The Improvements to IFRSs 2009 ('2009 Improvements') made several minor amendments to IFRSs. The only amendment relevant to the Group relates to IAS 17 Leases. The amendment requires that leases of land are classified as finance or operating applying the general principles of IAS 17. Prior to this amendment, IAS 17 generally required a lease of land to be classified as an operating lease. The Group has reassessed the classification of the land elements of its unexpired leases at 1 April 2010 on the basis of information existing at the inception of those leases and has determined that none of its leases require reclassification.
3. Earnings per share
Both the basic and diluted earnings per share have been calculated using the profit attributable to shareholders of the parent company (Greenko Group plc) as the numerator, i.e. no adjustments to profits were necessary during the six months period to 30 September 2010 and 2009.
The weighted average number of shares for the purposes of the calculation of diluted earnings per share can be reconciled to the weighted average number of ordinary shares used in the calculation of basic earnings per share as follows:
30 September 2010 | 30 September 2009 | 31 March 2010 | |
Weighted average number of ordinary shares used in basic earnings per share | 119,418,237 | 67,989,237 | 73,202,588 |
Shares deemed to be issued for no consideration in respect of share-based payments | 1,863,325 | - | - |
Shares deemed to be issued for no consideration to preference shareholders of subsidiary company | 10,578,048 | - | - |
Weighted average number of ordinary shares used in diluted earnings per share | 131,859,611 | 67,989,237 | 73,202,588 |
4. Related -party transactions
The group is not controlled by any single individual or group or entity. Aloe Environment Fund and Aloe Environment Fund II (which are both managed by Aloe Private Equity S.A.S.) together with a share holding of 17.85 percent (14.35 percent considering dilution with GEEMF options for 29.12 million ordinary shares) and GEEMF holder of 19.61 percent shareholding in Greenko Mauritius and options for 19.61 percent ordinary shares in exchange for its shareholding in Greenko Mauritius with substantial management reserved rights as at 30 September 2010 have significant influence over the group.
The following transactions were carried out with related parties:
Remuneration to key managerial personnel | 30 September 2010 | 30 September 2009 |
Anil Kumar Chalamalsetty | 216,829 | 229,597 |
Mahesh Kolli | 216,828 | 229,596 |
Harish Chandra Prasad Y | 22,500 | 20,000 |
Vivek Tandon | 20,000 | 15,000 |
Hari Kiran Vadlamani | 20,000 | 15,000 |
Narsimharamulu Pantam | 20,000 | 12,500 |
Vinodka Murria | 20,000 | - |
536,157 | 521,693 |
5. Business combinations during the six month period ended 30 September 2010
During the period ended 30 September 2010, the group acquired the following companies. Details of these acquisitions are set out below:
Date of acquisition | Percentage acquired | |
Astha Projects (India) Limited (APIL) | 1 April 2010 | 100% |
Hemavathy Power and Light Private Limited (HPLPL) | 1 August 2010 | 100% |
Results of the acquired entities have been consolidated in the statement of comprehensive income from the date of acquisition. If the acquisition had occurred on 1 April 2010, the Group's revenue and net profit for the six month period ended 30 September 2010 in respect of these companies would have been as follows:
Revenue | Net profit | |
APIL | 1,928,998 | 1,022,749 |
HPLPL | 1,322,887 | (1,005,224) |
3,251,885 | 17,525 |
Details of net profit for the period commencing from acquisition date to the reporting date:
Net profit | |
APIL | 1,022,749 |
HPLPL | 661,595 |
1,684,344 |
These amounts have been calculated using the Group's accounting policies and by adjusting the results of the subsidiaries to reflect the additional depreciation and amortisation that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had applied from 1 April 2010, together with the consequential tax effects. Goodwill arising on business combinations is not available for deduction under income tax.
Details of net assets acquired and goodwill are as follows:
APIL | HPLPL | Total | |
Purchase consideration | |||
- Cash paid | 8,082,853 | 17,358,563 | 25,441,416 |
- Amount paid as advance in earlier year | 1,611,535 | - | 1,611,535 |
Total purchase consideration | 9,694,388 | 17,358,563 | 27,052,951 |
Fair value of net assets acquired | 6,921,071 | 9,591,469 | 16,512,540 |
Goodwill | 2,773,317 | 7,767,094 | 10,540,411 |
APIL and HPLPL which are operating hydro power plants and generally the total gestation period, starting from obtaining licence till commencement of commercial operations, for hydro power projects of this size and model is 4 to 5 years. Thus the total commercial value paid for these acquisitions resulting in acquisition consideration being more than the fair value recorded.
The fair value of the acquiree's assets and liabilities arising from the acquisition were as follows:
APIL | HPLPL | Total | |
Property, plant and equipment | 10,703,604 | 16,287,543 | 26,991,147 |
Licence | 1,155,878 | 1,580,767 | 2,736,645 |
Electricity PPA | 33,025 | 1,185,575 | 1,218,600 |
Inventories | 155,603 | - | 155,603 |
Trade and other receivables | 510,521 | 1,700,980 | 2,211,501 |
Cash and cash equivalents | 149,997 | 2,993,970 | 3,143,967 |
Borrowings | (3,662,513) | (11,833,112) | (15,495,625) |
Trade and other payables | (700,328) | (1,261,650) | (1,961,978) |
Deferred income tax liabilities | (1,424,717) | (1,062,605) | (2,487,322) |
Net assets acquired | 6,921,070 | 9,591,468 | 16,512,538 |
Purchase consideration settled in cash | 9,694,388 | 17,358,563 | 27,052,951 |
Cash and cash equivalents acquired | (149,997) | (2,993,970) | (3,143,967) |
Cash outflow on acquisition | 9,544,391 | 14,364,593 | 23,908,984 |
The acquiree's carrying amount of assets and liabilities arising from the acquisition are as follows:
APIL | HPLPL | Total | |
Property, plant and equipment | 8,950,203 | 13,350,279 | 22,300,482 |
Investments | 21,054 | - | 21,054 |
Inventories | 155,603 | - | 155,603 |
Trade and other receivables | 365,555 | 1,700,980 | 2,066,535 |
Cash and cash equivalents | 149,997 | 2,993,970 | 3,143,967 |
Borrowings | (3,662,513) | (11,833,112) | (15,495,625) |
Trade and other payables | (700,328) | (1,261,650) | (1,961,978) |
Deferred income tax liabilities | (358,720) | - | (358,720) |
Net assets | 4,920,851 | 4,950,467 | 9,871,318 |
6. Property, plant and equipment
Land | Buildings | Plant and machinery | Furniture, fixtures & equipment | Vehicles | Capital work-in-progress | Total | |
Year ended 31 March 2010 | |||||||
Opening net book amount | 1,322,325 | 1,966,387 | 19,349,469 | 229,256 | 279,098 | 44,287,176 | 67,433,711 |
Acquisition of subsidiary | 901,783 | 7,126,652 | 11,604,785 | 68,356 | 9,052 | 2,812,442 | 22,523,070 |
Additions | - | 136,984 | 192,534 | 139,603 | 52,016 | 9,685,730 | 10,206,867 |
Depreciation charge | - | (100,619) | (1,213,808) | (34,012) | (41,855) | - | (1,390,294) |
Exchange differences | 184,602 | 495,919 | 2,536,953 | 40,341 | 33,780 | 6,486,361 | 9,777,956 |
Closing net book amount | 2,408,710 | 9,625,323 | 32,469,933 | 443,544 | 332,091 | 63,271,709 | 108,551,310 |
At 31 March 2010 | |||||||
Cost | 2,408,710 | 9,886,181 | 36,074,948 | 526,272 | 442,425 | 63,271,709 | 112,610,245 |
Accumulated depreciation | - | (260,858) | (3,605,015) | (82,728) | (110,334) | - | (4,058,935) |
Net book amount | 2,408,710 | 9,625,323 | 32,469,933 | 443,544 | 332,091 | 63,271,709 | 108,551,310 |
Six months period ended 30 September 2010 | |||||||
Opening net book amount | 2,408,710 | 9,625,323 | 32,469,933 | 443,544 | 332,091 | 63,271,709 | 108,551,310 |
Acquisition of subsidiary | 123,844 | 15,240,976 | 10,937,391 | 661,467 | 27,470 | - | 26,991,148 |
Additions | 218,837 | 30,250,616 | 30,731,425 | 113,414 | 52,484 | 12,297,062 | 73,663,838 |
Transfer to property, plant and equipment | - | - | - | - | - | (57,415,785) | (57,415,785) |
Depreciation charge | - | (547,449) | (1,355,152) | (68,208) | (33,542) | - | (2,004,351) |
Exchange differences | (25,193) | (1,098,943) | (1,218,615) | (7,693) | (12,210) | (434,087) | (2,796,741) |
Closing net book amount | 2,726,198 | 53,470,523 | 71,564,982 | 1,142,524 | 366,293 | 17,718,899 | 146,989,419 |
At 30 September 2010 | |||||||
Cost | 2,726,198 | 54,259,630 | 76,455,814 | 1,290,704 | 507,944 | 17,718,899 | 152,959,189 |
Accumulated depreciation | - | (789,107) | (4,890,832) | (148,180) | (141,651) | - | (5,969,770) |
Net book amount | 2,726,198 | 53,470,523 | 71,564,982 | 1,142,524 | 366,293 | 17,718,899 | 146,989,419 |
The hydro projects, AMR Power Private Limited, Rithwik Energy Generation Private Limited and Jasper Energy Private Limited (Sonna) have commenced commercial operations during the period as per applicable guidelines and industry practices.
7. Intangible assets
Licences | Electricity PPAs | Goodwill | Total | |
Year ended 31 March 2010 | ||||
Opening net book amount | 6,473,363 | 2,663,060 | 2,207,758 | 11,344,181 |
Acquisition through business combination | 12,697,082 | 8,835,967 | 3,056,735 | 24,589,784 |
Additions | 1,712,794 | - | - | 1,712,794 |
Amortization charge | (25,781) | (274,922) | - | (300,703) |
Net exchange differences | 2,489,964 | 759,163 | 365,842 | 3,614,969 |
Closing net book amount | 23,347,422 | 11,983,268 | 5,630,335 | 40,961,025 |
At 31 March 2010 | ||||
Cost | 23,403,994 | 12,685,205 | 5,630,335 | 41,719,534 |
Accumulated amortization | (56,572) | (701,937) | - | (758,509) |
Net book amount | 23,347,422 | 11,983,268 | 5,630,335 | 40,961,025 |
Six month period ended 30 September 2010 | ||||
Opening net book amount | 23,347,422 | 11,983,268 | 5,630,335 | 40,961,025 |
Acquisition through business combination (note 5) | 2,736,645 | 1,218,600 | 10,540,411 | 14,495,656 |
Amortization charge | (143,905) | (738,146) | - | (882,051) |
Net exchange differences | (179,188) | (68,567) | (344,844) | (592,599) |
Closing net book amount | 25,760,974 | 12,395,155 | 15,825,902 | 53,982,031 |
At 30 September 2010 | ||||
Cost | 25,956,489 | 13,806,820 | 15,825,902 | 55,589,211 |
Accumulated amortization | (195,515) | (1,411,665) | - | (1,607,180) |
Net book amount | 25,760,974 | 12,395,155 | 15,825,902 | 53,982,031 |
8. Sales
Sales income includes income from sale of Emission Reductions 3,114,672 (30 September 2009:1,228,866)
9. Commitments and contingencies
Capital expenditure contracted for at 30 September 2010 but not yet incurred aggregated to 44,154,380 (31 March 2010: 6,109,828).
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